Magnum Opus
by misscanteloupe
Summary: Emma is an art student struggling to get by in the world. Regina Mills is the beautiful nude model she sort of, kind of… accidentally falls in love with. AU Swan Queen.


**Title:** Magnum Opus

 **Author:** misscanteloupe

 **Rating:** M

 **Summary:** Emma is an art student struggling to get by in the world. Regina Mills is the beautiful nude model she sort of, kind of… accidentally falls in love with. AU Swan Queen.

 **A/N:** Another oneshot because I'm trash and can't muster the motivation to finish my other stories. I promise they're in the works, though. At the very least I'm motivated to finish them.

This story also contains some CS brotp. While I don't ship them, I really do enjoy their friendship in AUs. It really works out in my head.

Also, this is unedited. Because I'm lazy.

..

There's a new model in her Advanced Life Drawing class.

They'd been rotating for the last few weeks. While there had been an elderly man during the first week of the semester, with a full on beer belly and liver spots lining the entirety of his torso, the week after it was a middle aged woman. Sharp edged and bulky with breasts the size of melons. It's easier to sketch when there's more detail to take in.

Following the fifth week there's another rotation. Emma doesn't see the new model until the door clicks shut and Emma's jaw drops alongside with it.

It's a woman this time around, young - much younger than Emma had ever anticipated seeing in a room filled with hormonal college students - soft and vibrant. The woman's dark hair is cut short, resting neatly over her shoulders and she's got this look of empowerment that kind of makes Emma's stomach lurch and her palms sweat.

"Damn," Ruby mutters beside her. "Imagine all the hard ons after this one."

And okay. That isn't exactly an image Emma wants in her head.

Emma watches as the model speaks quietly to Professor Hopper, speaking in low tones she can't decipher underneath the clatter of pencils and parcel. After several seconds he points to the back room, where a divider had been laid out for the models to undress and the woman nods before turning to disappear behind the screen.

"Alright, class. Settle down, settle down," Professor Hopper exclaims, waiting until the chatter dies down to continue, "Now as you all may already know, our former model, Lacey, has had a family emergency and will not be joining us this semester. So I'd like to introduce you all to Regina. Regina, if you may?"

The woman, Regina, reappears then. Rather than the button down blouse and slacks she had showed up in, she's now dressed in white slippers and a matching loose fitting bathrobe.

"Same policy applies. If I hear anyone make a single inappropriate comment or gesture, I will not hesitate to throw you out of my class for the remainder of the semester. Understood?"

There's a quiet murmuring around the classroom as Hopper stands by Regina and gestures to the stool, indicating what position to take up. Once the lights begin to dim, Emma's eyes never stray as Regina shimmies out of her slippers, slips out of her robe and lays it atop an adjoining chair.

Emma's heart jumps straight to her throat.

"... a little to the left. Yes, just like that," Hopper clears his throat and refers back to the class. "We'll start with charcoal for now. Remember class, twenty minutes. You may begin."

Emma doesn't catch a single word of that, at least not until the professor glides out of the circle to the office he has in the back of the studio and Emma's lost to the feeling of uncertainty trembling in her gut.

She's always been told that the human figure is filled with imperfections, that that's what makes it beautiful. To capture the essence of those imperfections and lay them down on paper, that takes on a beauty of its own.

Emma realizes she's never seen someone lacking those imperfections until now. Regina's olive-toned skin is slightly shadowed beneath the dim lighting, smooth and... sinewy. Her curves are defined by gentle sloping lines as she sits motionless on the stool, angled towards Emma so her face is plainly visible. It's placid and calm and over all neutral, and Emma finds she can't stop staring at it. It's a piece of artwork all on its own.

Perfect, is the word.

" _Psst_. Earth to Emma." Ruby prods her sharply in the ribs. "Get your shit together. Stop staring."

That snaps Emma out of her trance, earning the attention of several classmates and a few chuckles. Brown eyes briefly shift in her direction and before Emma knows it, Regina's lips quirk into a knowing smirk.

Emma blushes hotly and gets to work. She's normally a quick drawer, able to get the contours down within the first five minutes before she works on the detail. But for some reason she can't get Regina's face out of her head. It lingers in her mind as she focuses on the detail, on the way Regina's breasts curve and the flat planes of her stomach slope down to the apex between shapely thighs and -

Fuck.

Emma drops her stick in frustration. She just broke her first rule of art class.

Don't ever get turned on by the subject.

Twenty minutes ends far too quickly and soon Hopper is circling the room, making a comment here and there as he examines the drawings. By the time he reaches Emma, she wants to put down the easel and never pick it back up.

"Emma, what happened?" he asks. "You normally work much faster than this."

"Yeah... Sorry. Guess today's not my day."

"Your lines are too firm. Stick with lighter strokes when you're sketching the form," he advises, as if she doesn't already know that.

But she nods and he scampers away. After that it gets a little easier.

She manages to sketch out a more detailed outline of the subject, but somehow always ends up refining the details of Regina's face instead. The way her eyes seem to sparkle even in the dim lit room, distant with a touch of melancholy. It's beautiful and Emma wants to capture it over and over again in every way possible.

By the time class ends Emma has four sketches in total, which she promptly shoves into her bag as soon as Regina dons her robe again and heads to the back of the room.

"You've got it bad," Ruby says.

"Shut up," Emma mutters, but doesn't bother to deny it. "She's just interesting to draw."

"And nice to look at apparently. Why not just ask her out?"

"Because I'm not stupid," Emma snaps beneath her breath, because the model is back out minutes later, dressed in the blouse and designer heels she had arrived in, and Emma holds her breath long enough for Ruby to roll her eyes and completely shatter any illusion of peace.

"Hey!" Ruby says loud enough to catch Regina's attention. "Do you do private sessions?"

The words earn an eyebrow raise, which is already obscenely attractive without having to listen to the low husk of Regina's response.

"Depends on who's asking."

"Oh, my friend, Emma. She's like, the best on campus. Could still use some practice, though."

Emma's stomach sinks and holy shit. She's going to kill Ruby.

Regina's attention turns to her then and it's like all the air has been sucked from Emma's lungs when the sharp gaze slowly trails from her face to her body. Emma can't help but feel like a piece of meat on display.

"I suppose I can make some exceptions," Regina surmises, and she's smirking when she takes out her card and hands it over to Emma. "But my rates are non-negotiable, Miss...?"

Emma swallows. "Swan. Emma Swan."

"Miss Swan," Regina repeats. "My number is listed on the back. Give me a call if you ever feel like putting that talent to good use."

It's with another once-over and a curve of red lips that Regina turns and struts away. Emma's left staring after her in a daze before Ruby decides to ruin it again.

"You know that's subtext for let's fuck, right?" she says. "She digs you."

Scowling, Emma shoves her drawing pad into Ruby's arms and figures it doesn't matter either way.

She's fallen and she's not about to get back up.

..

Across the hallway lives her landlord - a little old Asian lady named Suyin who has never once failed to remind Emma of her rent. It's understandable, considering the living expenses in New York. But ever since her roommate, Mary Margaret, moved in with her boyfriend two months ago, Emma's been stuck paying both portions of rent for a simple loft apartment.

The life of a starving artist is just as horrific as everyone makes it seem.

"Swan!" Suyin calls from the small crack of her doorway, causing Emma to drop her keys. "You late. Again."

"I know, I know. I promise I'll get it to you by the end of the week," Emma says. "I've just been busy with school -"

"No excuses. Soon," she finishes in a clipped tone, before promptly shutting the door. Emma simply sighs and picks up her keys from the ground.

Her apartment isn't much, but it's home, and it's all she can ask for when she was deprived of one while growing up in the foster system. The floorboards are creaky and worn from decades of use, not to mention the furniture had been bought from the Goodwill down the block, forcing her down to the last penny.

It had been one of her greatest achievements - leaving the dinky little dorm room at NYU to rent an even dinkier studio despite the years of discouragement she'd received from a line of foster parents.

It was only a hobby, they had told her. She can never make anything of herself pursuing an art degree, and maybe they were right.

But she had enough of adults telling her what she could and couldn't do, when most of her life she'd spent doing what others wanted her to. If going after something she loved proved to be pointless in the end, then at least it had been her decision.

Emma settles for frozen pizza for dinner that night. She doesn't have much of an option besides ramen noodles and another night-in trying to make up for rent through roommate ads and art commissions.

The next hour serves as a distraction until it no longer does, and Emma's drawn back to her sketchbook for one simple reason. She can't quite keep the image of the new model out of her head.

"Nice going, Swan," Emma mutters to herself. "Nice going."

The sitting fees on the back of Regina's card are more than Emma can think to afford, twice-over. It seems a bit ridiculous that a woman who owns a pair of Jimmy Choos is charging up the ass for private sessions, nonetheless working as a nude model.

Before she can think to crumple the card up and chalk the whole thing up as a mistake, she has her pencil in hand, envisioning the fine points of today's sitting instead.

She draws Regina's face as she remembers it - the full, red-stained lips that seem to frown more often than not, the perfect arch of her brow sitting pensively over her forehead, the sleek, slightly tousled hair that makes Emma want to run her fingers through it.

And the eyes.

Dark, almost solemn eyes had practically been the catalyst for Emma's destruction. There's no describing the emotion she'd seen, or the frustration Emma feels trying to pitch it forth on paper. It's like looking at a broken picture frame, but the photo remains the same. Unaltered but knowing what you see on the surface isn't what it should be.

And yeah, so maybe she's a little in love.

The model is back again two days later, this time in a knee-length purple dress and heeled boots. Ruby doesn't waste time jabbing her in the ribs again.

"You making a move or what?" she says.

Emma only grumbles and takes out her charcoal. She doesn't have the funds to afford health insurance on some broken ribs, nonetheless a lawyer when she murders Ruby in cold blood.

Today is different, though. Regina isn't as placid as she was before, but cold and aloof when she gives Hopper a stiff nod and heads to the back room. When she comes out, the placidity is back, but Emma's studied Regina's eyes enough to know there's tension brimming beneath the surface.

Regina doesn't look at her at all. It's as if their interaction had never happened, no indication that Regina remembered or bothered to care that Emma was the only person she'd given her card to.

Emma only knows this because she's overheard Robin Locksley - a guy she never paid any mind to until he would flirt with Regina after class. Emma hated him after that.

Four different people had asked, all of whom were denied.

When the session ends Emma gathers her supplies and tries not to stare at the bit of sideboob she sees when Regina draws the sleeve of her robe back over her shoulder (today's lesson had been drapery, and thus not a whole lot of nudity to take into account).

Emma stands by the back room then, and is the first to intervene when Regina steps out.

"Hi."

She's nervous, which is stupid and she feels equally as stupid when Regina merely arches a brow at her.

"Miss Swan." Regina's voice is impassive. At least she remembers Emma's name.

"Um... I don't know if you remember giving me your card," Emma starts out. "I was hoping we could settle on a payment plan for private sessions."

"My rates are non-negotiable," Regina states coldly.

"Oh, I know. I just thought -"

"If you're not able to afford my sitting fees, then that's not exactly my problem, is it? I don't sleep with anyone who has the gall to proposition me."

The words are emphasized with a sneer. Emma feels her stomach drop down to her feet.

"That's," Emma grits her teeth. "That's not what I meant."

"As if it hasn't slipped your mind."

"Okay, _what_ is your problem?" Emma snaps back. If there's anything she's learned as a foster kid, it's to never let anyone walk all over you, even if they're stunningly beautiful nude models with the capacity to make Emma's heart explode in her chest.

Before Regina can offer up another sharp retort, the next class begins to file in, leaving them in the awkward situation of finishing their argument with an audience. But Regina merely stiffens and raises her chin.

"Good day, Miss Swan," is all she says before she abruptly leaves.

Emma's never wanted to punch a wall more than she does right then. So she settles for one of the mannequin heads instead.

Only she could fuck up a good thing before it's even begun.

..

By the end of the week there's a new model donning the white robe - a man this time, with tight muscles and curly brown hair and a wolfish grin that make most of the girls (and a few guys) swoon in response.

He doesn't do anything for Emma though. Either from the lack of inspiration or the wild chest hair that makes her cringe, it doesn't change the fact that she misses Regina.

She doesn't know what's worst - that they had departed on bad terms, or that it's not very likely that she will see Regina again.

Even so, Emma can't stop thinking about her. It's only proven by the uncanny urge to draw Regina when the inspiration hits, which is more often than not. No matter the subject Emma has in mind, it would always drift back to the cool shine of Regina's gaze, to the soft, feminine body that tempted her to draw in various positions.

Nothing creepy or anything, but... aesthetic. Of course Emma's perverted mind would conjure up more suggestive images than that. But that's for Emma's own benefit and wet dreams.

She manages to scrape up enough money to pay off the rest of her rent by the following week.

Come the end of October, she finally gets a new roommate.

He's Irish and wears more leather than would be considered normal, and goes by the name of Killian Jones. And he hits on Emma as soon as he walks through the door.

"Well, aren't you a gorgeous lass. Killian Jones," he greets with a grin and bows low to kiss her hand. "You know, you and I would make quite the pair."

"I'm gay," Emma says flatly.

His eyebrows shoot all the way to his hairline as he stands slowly, before releasing a low chuckle. "Aye, just my luck. No matter. I'm always up for a new mate. Now shall I bring my bed in or will I be sleeping with those paintings staring at me as I sleep?"

Strangely enough, Emma kind of likes him.

They settle in pretty quickly, with Killian respecting her place as an art major to not comment on the number of pieces scattered around the apartment. As a result, she decides not to comment on the number of women he brings in late at night, as long as they're quiet and none of them are secretly crazy.

It turns out that's not actually possible when most of them are screamers and she already gets little enough sleep as it is.

"Swan, is there a reason why you have drawings of the same woman under your bed?"

It's a Tuesday night in the middle of November when he discovers her drawings, as though she's a teenager again hiding her secret stash of porn. She finds him on her side of the apartment, divided by a curtain for some semblance of privacy and finds it doesn't matter when he's shuffling through her private drawings.

"What the hell are you doing?" Emma grits out.

"The rum is gone."

"So you decide to look for it _under my bed_?" she snarls and stalks over to snatch the sketchbook away. "Are you insane? These are _private_."

"I don't see why. Apparently you have good taste," Killian helplessly points out. "I thought you said you had no lover."

"I don't," Emma says, feeling the shame wash over her in a heartbeat. "She's not - this isn't - she's just one of the models I like to draw -"

She cuts herself off before she can make an even bigger fool of herself. Suddenly the sketchbook feels hot in her hands, like it doesn't belong there and she lets it fall to the ground as tears sting the back of her eyes.

She feels Killian get up from the bed and doesn't bother hiding the muffled sobs when his arms enclose around her in a hug.

"I'm not crazy, right?" Emma sniffles after a moment. "I'm not crazy for feeling this way. I don't even know her."

"Love has a way of causing destruction, Swan," he tells her and continues to awkwardly pat her back. "It also has a way of sneaking up on you when you least expect it to. There's nothing crazy about that."

Somehow Emma believes him.

"Now, where did you hide the rum?"

..

It's towards the beginning of December when Emma sees her again.

Surprisingly it's not in her life drawing class. With the end of the course approaching and graduation coming up within the next semester, it comes as more of a shock that she finds Regina at a coffee shop of all places.

It's not a well known coffee shop, but it's warm and quiet and close enough to the art building that Emma can just walk quickly without freezing her bits off. The woman is sitting at a table in the corner reading a book when Emma orders her usual - hot cocoa with cinnamon - and takes a seat in the farthest corner on the other end while pretending to mind her own business.

She's not, though. Not when her stomach is doing that fluttering thing again and she has to keep her lungs functioning at a reasonable pace as Emma takes in the sight of Regina in reading glasses.

She's bundled up in a turtleneck and jeans today, giving her a much softer appearance than Emma dared to imagine. It makes her hands itch and suddenly she has her sketchbook out, a new one she had purchased recently, and sets to work.

She ignores her drink in favor of working out the contours of Regina's face framed behind glasses. The sunlight hits her directly from the window at this angle, and she looks more beautiful than ever, sitting there looking at peace with herself. Emma finds it so distracting that she doesn't notice Regina getting up and leaving the shop.

Emma fumbles hastily with her sketchbook as she contemplates going after her. But she's a coward, and so she turns to the barista.

"Hey. You know that lady sitting over there? Does she come here often?"

The woman gives her an odd look, but nods. "She comes in every day around two. Orders a coffee and reads for about an hour."

That's all Emma needs to know.

She comes back the next day after her graphic design class, sits in her usual corner and waits for Regina to show up.

She doesn't disappoint. She arrives at precisely two and heads to the counter, while Emma immediately ducks her head and ignores the knowing look the barista lady throws her.

Luckily Regina doesn't see her. And so begins the impromptu stalking meetups.

She stops by the coffee shop most days before class following the days before Christmas. Technically the semester had ended and she doesn't need to worry about her life drawing course anymore. But Regina had been the only source of inspiration she's had in the last few months, and if that means having to sketch the other woman without her knowledge in order to get it out of Emma's system, then so be it.

"She likes the peppermint mocha, by the way," the barista tells her one day. Emma had learned her name is Belle. "She says it's too sugary for her tastes. But she likes to indulge on a good day."

"I can't tell if you're trying to set me up or make me seem like more of a creep than I already am," Emma says suspiciously.

Belle smiles innocently and shrugs. "I think it's cute."

Emma huffs silently and ponders the wonders of life, how she managed to get here, pining over a beautiful woman she'd barely said a few words to.

"What size?"

By the time Regina arrives, Emma is slumping so low in her seat, she's barely able to see the confused scrunch of Regina's brow when Belle offers her the peppermint mocha.

It's cute and Emma wants nothing more than to put it on paper. Except her heart lurches with her sketchbook in hand and Regina's eyes somehow find hers across the room.

 _Fuck fuck fuck._

She never should've listened to the damn barista.

Regina approaches her then, peppermint mocha in hand, and signals to the seat across from Emma in a nonchalant manner.

"May I join you?"

Emma nods dumbly.

Taking a seat, Regina takes a long sip from her drink before meeting Emma's gaze from across the table, her brown eyes burning a hole through Emma's skull.

"I take it this is your doing?" Regina gestures to the drink. "A step up from simply watching me the last two weeks."

"You _knew_?"

"Of course I did. I don't know if you've noticed, but this place is the size of a hut. Not to mention you aren't nearly as inconspicuous with your gawking as you might think."

Emma blushes hotly. "Uh..."

Regina raises a hand. "Let me finish," she says gently. "I also wanted to apologize for the way I acted all those months ago. I realize now you had meant no harm and I took my bad mood out on you when you were the least to deserve it. And for that I'm sorry."

Emma doesn't know what to say to that, so she just nods and fumbles with her sketchbook.

"It's okay."

Regina's gaze drops down to her hands. "You seem to be working on a drawing every time I see you here."

"Oh, yeah. Uh... just a couple of sketches."

"May I see?"

At first Emma is reluctant for several reasons, the most obvious being Regina would probably think of her as some sort of psycho. But she hesitantly slides the sketchbook over and watches as Regina turns to the first page, her eyebrow shooting upwards in mild surprise.

And this is it. This is the part where she runs away.

"Wow," Regina mutters in an awed tone before turning to the next page. "You're very talented, dear."

"I am?" Emma stutters and shakes her head. "I mean... you're not creeped out or anything?"

"Why would I be? You're an artist. I always thought all artists could use an outlet for their inspiration. I'm surprised you found one in me, though."

"Why?" Emma asks. "You're like, crazy beautiful. I could practically draw you in my sleep."

Emma regrets the words as soon as she says them. But Regina's eyes shoot up not in disgust, but with the sort of raw emotion that Emma doesn't know what to make of.

"Show me."

And so Emma does.

She flips to a blank page and begins sketching the brunette's face, having drawn it so many times it becomes fairly easy filling in the details from memory. She doesn't glance at Regina once. She can't be sure whether Regina is watching her or the movement of her hand, but by the full fifteen minutes Emma has a through representation of Regina's face, set at a default neutral expression.

Regina accepts the drawing with deliberate slowness and stares at it for a long moment. Palms sweating, Emma waits in anticipation.

"You're..." Regina clears her throat, eyes glinting with that same foreign emotion. "I don't suppose you're still agreeable to private sessions?"

Emma frowns. "I can't afford your rates."

"You wanted to discuss payment options. How about you let me have this drawing and we'll call it even?"

"Seriously?"

"Do you take me for a liar?"

"Well, no," Emma says uncertainly, smiling a little as she nods to the sketchbook still in Regina's hand. "You can keep all of them if you want. I have more back home."

At Regina's amused smile, Emma flushes and vows she's going to get that smile on paper if it's the last thing she does.

"It's a deal then. Will this Saturday work fine for you?"

Emma nods. She gives Regina the directions to her apartment, since Regina lives in upper Manhattan and Emma's closer to campus anyway. They spend the next half hour discussing their lives. Emma learns that modeling is only a hobby of Regina's, picked up several years ago just to piss off her mother. But it had become something she enjoyed doing by contributing to the art community and becoming a part of it.

In reality Regina is the chief executive director for a line of galleries within the city, and actually has a full seven years to Emma's twenty-two.

"Way to make me feel like a kid."

Regina smirks. "You certainly act like one," she says, but it's almost affectionate as she leans over to swipe her thumb over Emma's upper lip.

When they part ways, Emma's left smiling like a total idiot and she wouldn't have it any other way. At the counter, Belle grins at her knowingly.

"Am I good or what?"

Emma leaves her an extra tip that day.

..

When Saturday comes, Emma cleans the apartment from top to bottom. It's not an easy feat when the place is cluttered and she has nowhere to put her paintings. And a certain leather clad roommate refuses to leave when she tries to shove him out the door.

"You need to leave."

"Aw, and miss the opportunity to meet the woman who's captured my lady's heart?"

"Damn it, Killian. If you even _think_ about saying any of that shit to her -"

There's a knock on the door before she can finish. Emma pushes him out of the way and all but sprints to the door. As usual Regina is impeccably dressed, though she's wearing jeans again to go along with the name brand outfit.

Regina blinks at her. "Why are you all flustered?"

"I -"

"And you must be Regina," a voice interjects from the side. Killian shoves past Emma lightly to hold Regina's hand in his, before mimicking the gesture of when Emma first met him and pressing his lips to her hand. "Killian Jones. But for you, love, call me anything you want."

Emma grabs hold of a handful of leather. " _Out_."

After some further prompting, Emma manages to bribe him into leaving with some money for a few drinks. That leaves her and Regina alone in the apartment while Emma wrings her hands nervously.

"Boyfriend?" Regina asks after a few tense seconds.

"Roommate," Emma clarifies. "And not my type unless he's secretly hiding a vagina behind all that leather and massive ego."

Regina appraises her shortly thereafter with a smug look that Emma can't decipher, but it makes her insides churn a little.

"Is there a room I can change in?"

Emma motions to the bathroom on the other side and uses the spare time while Regina gets ready to inwardly freak out. She had set up the studio in her bedroom rather than the living room as that's where the best lighting hits the windowpane. But now she's beginning to second guess that decision when Regina comes back out donned in her silky white robe.

"Where would you like me?"

Emma swallows and points to the windowsill by her bed. She doesn't mean to look at Regina just yet as she's going through her drawing utensils, but when she does she finds Regina watching her.

"You should, uh... keep the robe on. I need to work on my fabric skills anyway," Emma informs her, voice catching in her throat.

She doesn't think her heart can handle the sight of Regina naked, aesthetics or not, and Regina seems to sense this because a fond smile settles over her lips.

"What?"

"You forget that I've seen your drawings, dear. Your drapery skills are the least of your worries," Regina replies.

Emma's face grows hot as she takes a step forward. "Yeah, well... practice makes perfect."

Sunlight seeps in from the glass. The angle hits Regina over the side of her face and down the shimmering length of her robe, and Emma takes a deep breath when she realizes she's never seen anything more angelic. It makes the gesture of brushing her hand over Regina's cheek even more difficult when Emma tries to angle her face.

"You should move your head this way - yeah. Like that," Emma says softly.

"Should I lie down so you can draw me like one of your French girls?" Regina teases.

Emma snorts. "Maybe someday."

"That sounds like a promise."

But Emma only shakes her head, grins and picks up a stick of charcoal. "Just be quiet and stay still," she quips.

There's still a shadow of a smile on Regina's face when Emma looks back. She memorizes the image as it is then - all beauty and grace and a work of art on its own - before Emma reluctantly pulls her eyes away to look at the blank sheet of paper before her.

She edges the charcoal over the surface and begins to draw.

..

Emma is pretty sure that that day would be the last she would see Regina again, nonetheless speak to her. The deal had been settled - they'd both gotten what they wanted. Despite Emma wanting so much more, there's no reason for Regina to go all out for a friendship that is more of an acquaintanceship these days.

And there's not a whole lot you can do when you accidentally fall in love with a nude model.

But to Emma's surprise, she sees Regina again the following week. Emma had avoided going back to the cafe in fear of looking like a stalker. But it was the middle of December and freezing and she wanted a nice hot chocolate to get over the fact that she's more than likely going to be spending Christmas alone.

The chair in front of her is pulled to the side and she's left staring at Regina's frost-bitten face.

She's wearing a beanie today.

"Hi."

"You're talking to me," Emma says, clearly surprised and maybe a little distracted by Regina's choice of headwear. It's adorable. "I thought you didn't - I mean you never called -"

"That's because you never gave me your number, dear," Regina says and she's all warm smiles and peppermint scents when she takes the seat across.

Emma hadn't thought it was possible to fall any more in love.

From then on they meet on a regular basis, sometimes in the coffee shop Emma has now claimed as theirs. Other times it's at the campus museum, or the park down the block where they would meet up for lunch and discuss anything to everything. Emma eventually learns that Regina is a huge art history buff and can talk nonstop about it.

There's something especially stunning about the way people's light up in passion.

Soon enough Christmas approaches and Emma's down to manning the alcohol when Killian has a little too much to drink. It's less lonely, she thinks, when she gets to share the deep rooted sorrow of spending the holidays in a dingy loft.

So it comes as a surprise when there's a knock on the door and Regina's on the other side with one of those mini christmas trees and a bag of neatly wrapped presents.

"Merry Christmas," she practically purrs before brushing past Emma.

"Aye, Merry Christmas indeed," Killian slurs from the couch. "Is this the part where I get drunk off my arse and spend the night in the company of two beautiful ladies?"

Regina just sets the tree down and tosses a bottle of rum at him.

In the end the night is spent in a corner of the loft that Emma is now considering as home for the first time, trying to deter Regina from handing out gifts when she holds out a genuine leather jacket for Killian.

"To replace that atrocity you call a jacket."

"I'll have you know this 'atrocity' has great sentimental value," Killian points out.

"You bought it at a thrift store for ten bucks, Killian. After you apparently nicked it off a homeless man's hands," Emma laughs.

When Regina turns to her, she's smiling again as she retrieves a box of expensive drawing supplies from her bag, expensive in the form of more than Emma can think to afford.

"Wow," Emma breathes. "Regina, that's -"

"That's not all," Regina gently interrupts before tucking a strand of hair behind her ear. "I've spoken to several of my representatives about the possibility of showcasing your artwork for our next gallery exhibition. Considering we're packed for the next few months, there won't be a slot open until the summer. But it's yours if you want it."

Emma stares at her. "Are you serious?"

Clearing her throat, Regina continues, "If you don't, I can always -"

Her words are interrupted by a slim form crashing into hers in a hug, Emma's arms wrapped tightly around Regina's waist, fingers curled at the silky hem of her blouse. For a moment Regina's taken aback, unsure of what to do, before she reaches out and pulls Emma closer by the nape of her neck.

"Thank you," Emma whispers into Regina's hair, and she smells like peppermint and perfume.

"Mhmm," Regina hums back. Emma swears she feels Regina take a whiff of her own.

Behind them, Killian is grinning madly when he catches Emma's eye, still wrapped up in Regina's arms. He raises the bottle of rum as if to say _what did I bloody say?_ before taking a drink.

Later, when they're passing around the rum, much to Regina's disgust, Emma sits back and watches the two of them. Analyzes the way their interactions combine to create another work of art when she takes out her new drawing pencils and begins sketching. She makes sure to capture the warm atmosphere, the rugged look of Killian's expression and the light in Regina's eyes when she laughs, where there was always that touch of sorrow.

Emma looks at them and realizes this is what family looks like.

..

Following the days after Christmas and New Years, classes start up again and new gallery expos are competing with Regina's time, meaning Emma doesn't see her as often as she's used to. They text on a daily basis, and have the occasional lunch where Regina tends to run off with an apology after an important phone call. But it's not nearly enough to satiate Emma's ever growing feelings for the brunette and it starts to take a toll.

So she escapes into her art - works on her art projects to sell on the side and scrape up some extra cash. Most of the time she's drawing Regina as a warm up, collecting all of the various sketches and before long, the stash she has underneath her bed grows to be a very long and cluttered book.

She spends her afternoons at the studio - the one on the south side of campus that nobody ever really goes to, probably because it's next to one of those conservative hotspots that crazy religious people hang out in.

Emma doesn't really mind, though. She minds her own business and finds the quiet comforting enough to stick around longer than usual.

It's a Friday night in early February when she receives a text from Regina. She stops mid-paint to glance at her phone, with three single words flashing back at her.

 _Are you busy?_

Emma rapidly texts a response, waiting apprehensively as the next message chimes in and she feels her heart flutter non casually in her chest.

 _Our first showing is tonight. Would you care to join me?_

Emma has never made a decision so quickly in her life.

She gathers the address and directions from Regina, and before long she's making her way to lower Manhattan which, luckily for her is much closer to the NYU campus than she'd anticipated. The place is grand and very obviously wealthy if the dress code is anything to go by. Emma almost reconsiders stopping by her apartment for more a more appropriate outfit when she sees Regina mingling in the crowd.

She catches Emma's eye from across the room and immediately waves her over, and Emma really does try to keep her eyes from straying to the sleek black dress Regina has on. It's powerful and feminine and debatably the most striking thing Emma has seen on her up to date.

"You made it," Regina greets her with a smile. She grabs Emma's hand. "Come. I'd like to introduce you to some people."

The people Regina introduces her to are a combination of collectors and art consultants - the type of people you would see at an auction purchasing a painting for a hundred grand. And that's when it hits Emma. This is Regina's attempt in gathering connections for her.

Regina doesn't leave her side throughout the entirety of the showing, except to wander off in the direction of random dwellers. But she always comes back with her hand swaying over Emma's lower back, guiding her to each piece with a thorough explanation.

"What will you be doing after this?" Regina asks over a glass of champagne.

"Probably heading home," Emma shrugs. "Maybe finish up a painting I have due on Monday."

"Do you mind if I tag along? I have a favor I'd like to ask of you."

Regina doesn't specify what it is, nor does Emma question it because Regina's leading her to a very important figure named Robert Gold. But she agrees with the hesitancy that quickly brims to nervousness and all she can do is wait.

When they leave, Regina pays for a taxi at her insistence and they make it back to Emma's apartment a little before midnight. Killian had gone to visit his brother up in Seattle, thus leaving the loft to Emma's own use for the next few days.

They shuffle in with Regina's heels clicking against the hardwood floors. Emma immediately sets for the kitchen.

"So, uh... you want anything to drink? I've got orange juice and... beer," Emma offers tentatively.

Regina arches an eyebrow as she shrugs out of her coat. "You're stalling."

"Right," Emma breathes and turns around. "So what's this favor you need?"

"You mentioned at one point that there were more drawings of me that you kept here, back when you had given me your sketchbook. I'd like to see them, if you don't mind."

Emma swallows harshly. She wishes she had taken up Regina's offer for the champagne. It'd be a hell of a lot easier if she were drunk and fumbling around for some excuse for why that's definitely a bad idea.

But she's sober and can't think of a single reason that doesn't make her reaction entirely too suspicious. She hasn't shown anyone those drawings, aside from the time Killian had found them. They're private and personal and a fragment of Emma's soul that she's put so much effort and love into.

Regina has every right to see them.

"Are you sure?" Emma asks.

"Why wouldn't I be?"

 _You'll see._

Emma all but staggers into her bedroom and gathers the drawings before depositing them into Regina's hands. Regina, on one hand, looks stunned by the sheer number as she flips through the first few pages. Emma watches her reaction closely.

The first pile is mostly of Regina's face - the dark, sullen expression she wore the first time Emma saw her. The quirk of an eyebrow or the small shape of a smile turned into a laugh. There are drawings of Regina in different outfits, in a multitude of candid situations - Regina staring out a window, reading a book, smiling down at a little boy.

It's only when she reaches the bottom that Emma clenches her hands so tightly, they turn white.

Those are the drawings she'd kept hidden for a reason. They aren't innocent by any means, and instead feature Regina naked from the neck down, starting from the day she walked into Emma's drawing class.

Regina's body was always one of Emma's favorite things to visualize. Aside from her face and the different expressions that come with it, Emma could never get the image of touching Regina out of her head.

Of lowering her head to the space between Regina's thighs, of fucking her and watching Regina's head being thrown back in the throes of passion.

The drawings are certainly proof of that.

After several seconds of uncomfortable silence, in which Emma's face burns so hot she might as well be a breathing furnace, Regina finally glances up.

There's a mischievous glint in her dark, dark eyes.

"I want you to draw me, Emma."

That catches Emma off guard.

"What?"

"I want you to draw me as I model for you," Regina repeats as if they're discussing the weather. She has her hands folded on the table in front of her like there's a business proposition Emma is completely unaware of. "Do you think you can do that?"

Emma bites her lip. "I think so. Yeah."

"Good."

And then Regina is standing up, her hands finding their way to the zipper in the back of her dress as she pulls it down. Emma catches a glimpse of a black lacy bra before she finally reacts.

" _Wait._ Wait, what're you doing?"

Regina simply looks at her. "Are you always this prone to stupid questions?"

"I mean - you don't have to take off your clothes. We can just do the robe thing like last time."

"Nonsense," Regina says, and lets the dress pool down to her heels. "Obviously you need a bit of practice. My breasts don't look like that."

She's standing in a set of matching lingerie and it might be a bit coincidental, as if this is all planned out, if it isn't so _Regina_.

Emma's mouth dries up, clogs up her air passage as her eyes follow the movement of Regina's hands reaching for the clasp of her bra when she struts to the bedroom. The bra is dropped to the floor, and Emma is greeted to the sight of Regina's bare back.

"The usual spot?" Regina calls out.

"Y-yeah."

Seconds pass where Emma is unable to do anything but stare after her, wondering if this is what it feels like to die of a stroke. Her blood is pounding violently in her veins, like a tornado set to destroy any semblance of composure she has left. Inwardly there's a war going on inside her head.

It's one thing to see Regina as an abstract figure in a studio setting. But it's a whole different story when there are feelings involved and Regina is currently naked in her bedroom. The gut wrenching fear of losing everything she's worked for with Regina settles deep in the pit of her stomach.

"Emma?"

Taking a deep breath, Emma heads to her bedroom and pushes aside the curtains. She finds Regina by the window, leaning over to slide her panties from her hips to her ankles, before rising once more. She stands confidently underneath the soft light emitted from the lamp.

Regina was right. Her breasts are even more glorious in person.

Emma doesn't realize she's staring for a beat too long until Regina clears her throat and looks at her pointedly.

"Is this alright?"

"Yeah. Just... lean against the window."

Gathering her supplies, Emma does her best not to let eyes linger longer than necessary. But it's difficult when Regina's body is the epitome of perfection.

And Emma continues to throb with want.

The next few minutes proceed normally. She gets the basic outline down on paper, and while her palms are sweating more than usual, Emma finds it easier to manage when she focuses primarily on the drawing and not on Regina.

"Emma," Regina says, snapping Emma out of her reverie long enough for her to realize she'd been lost in her own thoughts. "Emma, look at me."

Emma glances up to see Regina had abandoned her place by the window to stand not three feet away, staring at her intently. Emma makes it a point to gaze at the spot directly above Regina's head.

"No, I mean _look_ at me."

And so Emma does. Her eyes flick from Regina's face to the neatly trimmed patch of hair between toned thighs, and then back up. And that's when, suddenly, she realizes she can't do this anymore.

"I think you should go," Emma murmurs.

She doesn't make eye contact again, but she can feel Regina's glare on her, burning hotly through her skull.

"Give me one good reason why I should."

Emma sighs. "Regina -"

"I'm simply an abstract figure, am I not? You would think you'd be used to this," Regina indicates in a huff. "So why the hell can't you even look me in the eye?"

Slowly, Emma raises her eye to meet Regina's unwavering gaze. She has her arms crossed over her chest, causing her breasts to rise noticeably with every angry inhale.

God, she's so fucked.

"It's getting late," Emma says. "It's not safe for you to be going out past one."

"That's _not_ a reason."

"Yes, it is. What more do you want from me, Regina?"

"What I _want_ , Swan, is for you to get off your damn high horse and admit that you're attracted to me," Regina snaps.

If Regina wasn't angry before, she is now, and Emma is momentarily distracted by the enraged flush over the brunette's face when the words finally settle in. They hit her like a punch to the gut.

Her first reaction is fear.

"W-what?"

"Must I repeat it twice?" Regina says stubbornly.

"You don't know what you're talking about," Emma is quick to deny, and like Regina, she's kind of pissed. Except her anger is more destructive and messy than the controlled rage Regina seems to harbor.

"Emma -"

" _No_. You don't get to come into _my_ home, ask me to draw for you and then assume you know anything about me. That's not how this works," Emma grits out. She's on her feet now, abandoning her easel to stand in front of Regina and look her dead in the eye. "You need to leave. Now."

Brown eyes flick across her face in a show of confidence and determination, and just the barest hint of vulnerability. It takes Emma by surprise when Regina steps forward and closes some of the distance between them.

"Let me just say one thing. And then I'll leave," Regina promises, her breath brushing over Emma's cheeks in wisps of air.

"You're an artist, Emma. And as an artist, you see the world with a perspective that not many other people have. You create something out of nothing and for that, you need courage. Inspiration. Ambition. You need to throw yourself out there and take what you want."

She steps closer, the warm heat of her body molding with Emma's as she whispers, "So I suggest you draw in some of that courage, Swan, and do something about it."

So Emma kisses her.

A part of it is to shut Regina up, mixed with unfathomable desire and the ability to know a test when she sees one. And Emma figures she's passed when Regina's fingers weave into her hair and draw her closer, her other hand digging into the underside of Emma's ass.

Emma, to her credit, doesn't back down, even when her heart is soaring straight to her throat. Even when their lips clash messily and Regina shoves her into the nearest brick wall, pressing her body into Emma's.

Emma's hands only glide from Regina's smooth back to her ass. She's spent months imagining what it would feel like, what Regina would feel like with her skin burning underneath Emma's fingertips.

She squeezes it until Regina's pelvis is jammed against her thigh.

The resulting moan sets Emma on fire. She doesn't have much time to revel in it before Regina nips Emma's neck and tugs on her shirt harshly.

"Off. Now."

Okay. Fuck. Demanding Regina is actually really hot.

She helps Emma out of her shirt, more like rips it off her torso while Emma fumbles with the zipper on her jeans. She has them halfway down her thighs when Regina unclasps her bra and immediately takes a nipple between her lips.

Emma's head thunks on the wall behind her. " _Fuck._ "

"Eloquent, dear," Regina chuckles breathlessly, and sucks on Emma's earlobe. "But I'm planning on it."

Emma kisses her again, rough and needy and Regina's hands are _everywhere_ \- from the stiff peaks of Emma's nipples to the sinewy expanse of her stomach.

Regina doesn't waste time in tugging Emma's jeans down her legs, leaving her in plain cotton red panties. It's when Regina's thumbs dip into those too that Emma stops her.

"Wait, wait," she gasps, and scolds herself for the way her heart melts when Regina gives her her undivided attention.

"What's wrong?"

Emma sucks in a sharp breath. She's about to ruin everything, but there's no way she can go any further without Regina knowing the full extent of her feelings.

"You were right. I'm attracted to you."

Regina arches an eyebrow, and Emma can _feel_ the waves of sarcasm in that one gesture.

"I'm also kind of ridiculously in love with you."

Regina's thumb slip out of the hem of her panties and Emma immediately closes her eyes, knowing without a doubt that she's just managed to destroy the one good thing in her life because she couldn't keep her mouth shut.

But Regina doesn't pull away.

She feels Regina cup Emma's cheek in her palm, urging Emma to look at her. And when Emma does it's with a new smile she's never seen on Regina before.

It's gentle and tender and affectionate. Maybe even a little loving, too.

"I know."

This time the press of lips holds a whole new meaning - a promise of things to come that makes Emma's heart clench and twist in happiness and Christ. She's so fucking sappy.

When Regina lets go, she's down on her knees again, silently asking for permission before slowly peeling Emma's underwear from her hips and lifting a leg over her shoulder. And then Regina's mouth is on her and Emma's too far gone to care that she has neighbors on the other side of the wall.

Regina's body is like a furnace, skin on skin when she presses into Emma and slides two fingers into her.

She's never been fucked against a wall, either way.

Later, when she lifts Regina into her arms, Regina's legs wrapped tightly around her waist, she counts the number of times Regina gasps and moans raspily into her mouth as Emma plants her onto the drawing table and sinks her fingers into slick wetness.

She counts twenty four by the time Regina comes undone. And another seventeen after that.

Life is good.

..

They spend the rest of the morning the next day in bed together, and most of the afternoon, too. They do other things as well that don't include writhing naked in the bedsheets, like finishing up the drawing Emma had started the previous night. But in the end Emma had been in a t-shirt and Regina as bare and more beautiful than Emma can ever think to recreate. She had simply given up after that and pulled Regina in for a kiss, the two collapsing onto the bed in a fit of laughter.

"Hold still," Regina demands gently. "I take it you don't want me staining your sheets."

"Hmm. I'll live," Emma mumbles back.

Regina had found a collection of body paint in the closet and insisted on using it on Emma. This is how Emma finds herself now - laying naked on her stomach as Regina straddles her waist, using the smooth planes of her back as a canvas.

Outside, the muffled sounds of the city is nonexistent compared to the homely silence of just the two of them.

"What're you painting anyway?"

"Van Gogh," Regina replies in a distracted tone.

"His face or A Starry Night?"

Regina huffs, but drags her paintbrush down to the dip of Emma's lower back where she knows is Emma's ticklish spot.

"Cheeky," Regina mutters. "Now stop changing the subject. Your exam is on Monday. Chiaroscuro."

"Distribution of light and shade."

"Good. Opaque."

"Impenetrable to light."

"Magnum opus."

At that, Emma smiles into her pillow and catches Regina off guard when she flips them over. Regina's back is to the mattress this time, her breasts heaving in a surprised gasp as Emma straddles her, an impish grin set in place.

"The greatest piece of work an artist has ever produced," Emma replies and lowers her head to capture Regina's nipple in her mouth.

Regina arches into her. "Now you're just being cocky," she breathes.

"Maybe I was talking about you. And thanking nature for creating someone so fine," Emma jokes and she's kissing down Regina's stomach now, relishing the soft breathy sighs forming around Regina's lips.

Emma stops short of the apex of Regina's thighs before glancing up. "No, seriously. What did you paint on my back?"

Regina's hand tangles gently over blonde locks. "A lotus flower."

"Yeah?"

"In Buddhism it's associated with many different meanings. Purity, desire," she explains. "The red lotus is related to the heart, meaning love and compassion."

Running her finger across Regina's hip thoughtfully, Emma watches her squirm slightly before she gives in to the words burning in her skull.

"Go out with me."

That stops the squirming almost immediately. Regina's eyes widen imperceptibly as she gazes down at Emma, who continues to lay propped up over Regina's stomach.

"What?"

"Earlier you told me to grow some balls and take what I want. Well I want _you_ ," Emma explains in a nervous manner. "Go out with me."

For a second Emma assumes she's messed this up again, that maybe her confession had fallen flat and none of this meant anything to Regina after all.

But then Regina is tugging at her hair, urging her to come up and she's holding Emma's cheeks in her palms and kissing her so fiercely, Emma thinks the air might've been knocked out of her.

"Yes."

And yeah. Maybe life is great.


End file.
